Confidentialitv Sample Clauses

Confidentialitv. Any information relating to or disclosed in the course of this Agreement by either party (the "Disclosing Party") to the other party (the "Receiving Party"), which is or should be reasonably understood to be confidential or proprietary to the Disclosing Party, including but not limited to, the material terms of this Agreement, information about the Service and technical processes and formulas, source code, product designs, sales, cost and other unpublished financial information, product and business plans, projections, and marketing data shall be deemed "Confidential Information" and shall not be used, disclosed or reproduced by the Receiving Party without the Disclosing Party's prior written consent. "Confidential Information" shall not include information (a) already lawfully known to or independently developed by the Receiving Party, (b) disclosed in published materials, (c) generally known to the public, (d) lawfully obtained from any third party, or (e) required to be disclosed by law.
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Confidentialitv. Because UNIVERSITY and COLLABORATOR will be cooperating with each other in this Research, and because each may reveal to the other in the course of this Research certain confidential information, UNIVERSITY and COLLABORATOR agree to use best efforts to hold in confidence any confidential information which (a) is obtained from the other during, the course of this work and (b) is related thereto and (c) is marked as "CONFIDENTIAL", and each party will use best efforts not disclose the same to any third party without the express written consent of the other party to this Agreement. This requirement shall remain in force for a period of five (5) years following completion of work under this Agreement. Nothing in this paragraph shall in any way restrict the rights of either UNIVERSITY or COLLABORATOR to use, disclose or otherwise deal with any information which:
Confidentialitv. No Party shall make any unauthorized use or disclosure o f any information of a confidential or proprietary nature concem ing the other Party. In order for any information provided by a disclosing Party to be considered “ confidential” or “proprietary” by the receiving Party, the disclosing Party shall indicate in writing that the information disclosed is confidential or proprietary in nature. If any Party is subject to laws governing public records, compliance with such laws shall not be deemed a violation o f this provision.
Confidentialitv. Exhibit 1 to this Settlement Agreement contains confidential financial information regarding the individual settlement dlocations to the Class Members and Collective Members. Neither Class Counsel nor Class Representative will distribute or disclose these exhibits or the information contained therein to the Class Members or Collective Members. Instead, Class Counsel and/or Class Representative may disclose only an individual allocation to the particular Class Member or Collective Members to whom that allocation applies. Furthermore, Class Counsel and Class Representative agree, except as may be necessary to obtain approval and implement this Settlement Agreement, to maintain as confidential the terms and conditions of this Settlement Agreement and shall not contact the media or make any social media posts regarding this Settlement Agreement and/or the Lawsuit. If contacted by the media, Class Counsel and Class Repiesentative will only confirm that a settlement has been reached and 15716061.4 will say nothing further. If Class Counsel or Class Representative breaches this clause, he or she will be liable for liquidated damages in the amount of any payments to which he or she is entitled under this Settlement Agreement.
Confidentialitv. In addition to executing this Agreement, BLG has entered into a Software License Agreement with LMF, a copy of which is attached hereto as Exhibit A. BLG will have access to LMF and its actual and prospective clients' confidential and proprietary information including, but not limited to, client lists, client billing rates and information, client financial and other confidential and proprietary information, LMF's financial information, including, but not limited to, LMF's internal costs and the revenue received from each client, and client records, including, but not limited to, client contract terms, to which BLG did not have access prior to entering into this Agreement or the Software License Agreement, is not generally available to the public, and which is of great value to LMF. XXX agrees that having access to the aforementioned information is critical in order to comply with the terms and conditions of this Agreement and understands that this information is considered attorney-client privilege and subject to the rules governing confidentiality.
Confidentialitv. Executive recognizes and acknowledges that the Proprietary Information (as defined below) is a valuable, special and unique asset of the business of the Company. As a result, both during the Term and thereafter, Executive will not, without the prior written consent of the Company, for any reason divulge to any third-party or use for his/her own benefit. or for any purpose other than the exclusive benefit of the Company, any Proprietary Information. Notwithstanding the foregoing, if Executive is compelled to disclose Proprietary Information by court order or other legal process, to the extent permitted by applicable law, he shall promptly so notify the Company so that it may seek a protective order or other assurance that confidential treatment of such Proprietary Information shall be afforded, and Executive shall reasonably cooperate with the Company in connection therewith. If Executive is so obligated by court order or other legal process to disclose Proprietary Information, Executive will disclose only the minimum amount of such Proprietary Information as is necessary for Executive to comply with such court order or other legal process.
Confidentialitv. It is anticipated that during the term of this Agreement, Sekulow will, from time to time, learn confidential, proprietary and/or trade secret information (hereinafter referred to as "information") about the business of the Company and its affiliated entities, including but not limited to the information about the Company's financial, marketing and operational plans and the results of services performed under this Agreement. Sekulow agrees that he will not communicate or disclose any of the information to any other person, firm or other entity or use the information for any purposes other than to accomplish the objectives for which he has been retained, without first obtaining written consent from the Company. The obligations set forth in this paragraph shall not apply to information publicly disclosed by the Company or to information independently developed by others and properly acquired by Sekulow in the ordinary course of its business.
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Confidentialitv. Employee agrees to keep the terms of this Agreement completely confidential, and, except as required by law or as provided herein, Employee will not disclose any information concerning this Agreement, including but not limited to the Separation Pay, to anyone other than Employee's attorneys, spouse and tax advisors, each of whom Employee will inform of and who will be bound by this confidentiality clause. Infrastructure and Energy Alternatives, Inc. will file a current report on Form 8-K announcing the separation. Nothing in this confidentiality statement prohibits Employee from reporting possible violations of federal, state, or local law or regulation to any governmental agency or entity, including but not limited to the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General, or making other disclosures (including but not limited to providing documents or other information ) that are protected under the whistleblower provisions of federal law or regulation. Employee does not need the prior authorization of IEA to make any such reports or disclosures, and Employee is not required to notify IEA that he/she has made such reports or disclosures. Employee is also not limited in his/her right to receive an award for information provided to any government agency or entity. As provided by federal law (18 U.S.C. { 1833), Employee understands that he/she will not be held criminally or civilly liable under any federal or state trade secret law for disclosure of a trade secret that is made by him/her: (a) in confidence to a federal, state, or local govemment official, either directly or indirectly, or to an attorney, and solely for the purpose of reporting or investigating a suspected violation of law; or (b) in a complaint or other document filed by Employee in a lawsuit or other proceeding, on the condition that such filing is made under seal.
Confidentialitv. I agree to keep confidential, except as the Company may otherwise consent in writing, and, except for the Company's benefit, not to disclose or make any use of at any time either during or subsequent to my employment, trade secrets and Confidential Information (as hereinafter defined), knowledge, data or other information of the Company or any of its subsidiaries relating to products, processes, know-how, techniques, methods, designs, formulas, test data, customer lists, business plans, marketing plans and strategies, pricing strategies, or other subject matter pertaining to any business of the Company or any of its affiliates or subsidiaries, which I may produce, obtain, or otherwise acquire during the course of my employment, except as herein provided. I further agree not to deliver, reproduce or in any way allow any such trade secrets, Confidential Information, knowledge, data or other information, or any documentation relating thereto, to be delivered to or used by any third parties without specific direction or consent of a duly authorized representative of the Company.
Confidentialitv. Any confidential infonnation provided to or developed by the Contractor in the perfonnance of this Agreement shal1 be kept confidential and shall not be made available to any individual or organization by the Contractor without the prior written approval of the City.
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